Fri, 21st Sep 2018 18:03
AXA Property Trust Limited (a closed-ended investment company incorporated with limited liability under the laws of Guernsey with registered number 43007) LEI Number: 213800AF85VEZMDMF931 (The “Company”)
Further Announcement RELATING TO THE ADJOURNED EXTRAORDINARY GENERAL MEETING
21 September 2018
The Company’s EGM held on 7 September 2018 was adjourned following the physical attendance that day of representatives of shareholders accounting for approximately 30% of the voting rights of the Company who expressed their intention to vote against the recommended proposals within the Circular to wind up the Company voluntarily in accordance with the Companies Law, appoint Linda Johnson and Ashley Paxton of KPMG Channel Islands Limited as Liquidators, and to cancel the admission of its shares to the Official List of the UK Listing Authority and to trading on the London Stock Exchange (“the Proposals”), in order to give themselves further time to consider their options in respect of their shareholdings. Since that time, the Company has been notified that a major shareholder disposed of substantially all of its 28.4% interest in the Company on 19 September 2018.
The Company has also been notified that a new shareholder came to hold a 29.8% interest in the Company on that same date, 19 September 2018, in time for their vote to be counted at the adjourned EGM today. At the adjourned EGM today, the recommended liquidation proposals were supported by shareholders representing 38.3% of the Company, amounting to 56.2% of those voting. However, shareholders holding shares representing 29.8% of the Company voted against the Special Resolution that the Company be wound up voluntarily pursuant to Section 391(1)(b) of The Companies (Guernsey) Law, 2008, as amended and the resolution was not passed. The Ordinary Resolutions regarding appointment of the Liquidators, which were conditional on that Special Resolution, were therefore not passed either. The Company therefore continues to be bound by its current Investment Policy as determined by shareholders in 2013, will therefore be managed with the intention or realising all remaining assets in the portfolio, and will continue to make distributions as and when appropriate.
The Directors will be consulting with the shareholder(s) who voted against the recommended Proposals to ascertain what alternative course of action such shareholder(s) foresee, or wish to put forward, for consideration by all shareholders. The Directors note that any proposal to amend the Investment Policy of the Company would require shareholder approval. A further announcement will be made in due course.
The plans to dispose of the Curno asset remain in place, in accordance with the Company’s Investment Policy. As set out in the Circular dated 10 August 2018, discussions with the tenant at the Curno property have continued and the Company is anticipating that detailed terms will be agreed soon. On the basis of the terms that are expected to be agreed there has been interest expressed to acquire the property and the Manager will continue to progress both the new lease negotiations and the sales interest. Notwithstanding this, prospects for a sale should be considered as uncertain until the terms are finalised with the tenant.
All Enquiries: Investment Manager AXA Investment Managers UK Limited Broker Services 7 Newgate Street London EC1A 7NX United Kingdom Broker Stifel Nicolaus Europe Limited 150 Cheapside London EC2V 6ET United Kingdom Tel: +44 (0)20 7710 7600 Company Secretary Northern Trust International Fund Administration Services (Guernsey) Limited PO Box 255 Trafalgar Court Les Banques St Peter Port Guernsey GY1 3QL Channel Islands